StageWise Strategies Corp. 8-K

What Happened

• On December 23, 2025, StageWise Strategies Corp. appointed Anna Toczko (age 32) to its Board of Directors. Ms. Toczko holds a B.A. in Business Administration from the University of Warsaw and has five years of consulting experience with digital platforms, marketing and analytics tools (advising early-stage companies 2020–2022 and product/platform advisory 2022–2025). The filing states there are no family relationships with current directors and no material transactions (over $120,000) involving her since the start of the last fiscal year.
• The company also entered a Stock Cancellation Agreement with its President, CEO, Secretary and Treasurer, Victor Balan, under which he voluntarily surrendered 1,000,000 shares of common stock for cancellation without receiving any cash or other consideration. Immediately before cancellation there were 5,044,334 shares outstanding; after cancellation there are 4,044,334 shares issued and outstanding. As a result, Mr. Balan now beneficially owns 1,000,000 shares, representing approximately 24.73% of the issued and outstanding shares. The Agreement is filed as Exhibit 10.1 to the 8-K.

Key Details

• Director appointment date: December 23, 2025; appointee: Anna Toczko, age 32; background: digital marketing/analytics advisory.
• Stock cancellation: 1,000,000 shares surrendered by CEO Victor Balan, no cash consideration.
• Outstanding shares before/after cancellation: 5,044,334 → 4,044,334.
• CEO beneficial ownership after cancellation: 1,000,000 shares (≈24.73%).

Why It Matters

• Board change: Adding Ms. Toczko brings digital marketing and analytics experience to the board, which may influence strategy or product oversight in those areas. The filing reports no conflicts, material transactions, or related-party concerns tied to her appointment.
• Capital structure and control: The voluntary cancellation reduced total outstanding shares by 1,000,000, concentrating ownership and leaving the CEO with about 24.7% of the company. That change affects share count metrics (e.g., shares outstanding and ownership percentages) that investors use to evaluate ownership concentration and per-share calculations. The cancellation was done without consideration and is described as part of the company’s broader capital restructuring.